Benefits of Making Business in Gambia | Buy & Sell Business

1. BENEFITS OF MAKING BUSINESS IN THE GAMBIA WWW.MERGERSCORP.COM

2. At MergersCorp M&A International we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction. It is our goal to make the process of either buying a new business or selling your current business as smooth and efficient as possible. We know how important confidentiality is to our sellers and we treat it with the utmost importance. WWW.MERGERSCORP.COM

3. BENEFITS OF MAKING BUSINESS IN THE GAMBIA WWW.MERGERSCORP.COM

4. Country Overview The Gambia is a small West African country, bounded by Senegal, with a narrow Atlantic coastline. It's known for its diverse ecosystems around the central Gambia River. Abundant wildlife in its Kiang West National Park and Bao Bolong Wetland Reserve includes monkeys, leopards, hippos, hyenas and rare birds. The capital, Banjul, and nearby Serrekunda offer access to beaches. The Gambia's economy is closely tied to its command of the Gambia river system, which gives it considerable potential in trade, depending on the level of development in the hinterland. .

5. Executive Summary The Gambia is the smallest country in continental Sub-Saharan Africa, spanning just 11,300 square kilometers, and it shares a single 749-kilometer overland border with Senegal. A small, densely populated country with very limited natural resources, The Gambia relies heavily of its ties with the global economy. Agriculture is the country’s largest economic sector, but underdeveloped irrigation networks leave food production highly vulnerable to unpredictable rainfall patterns and other weather- related shocks.

6. Introduction – Doing business in The Gambia Gambia is ranked 155 among 190 economies in the ease of doing business, according to the latest World Bank annual ratings. The rank of Gambia deteriorated to 155 in 2019 from 149 in 2018. The Gambia has a liberal, market-based economy characterized by traditional subsistence agriculture, a historic reliance on groundnuts for export earnings, trade built up around its ocean port, low import duties, minimal administrative procedures. Its economy is primarily agrarian, but tourism is also a major industry, followed by fisheries and a fast-growing financial services sector.

7. Conducting business in The Gambia Businesses in The Gambia may be registered as a company, a sole proprietorship, a partnership, or other forms of business (namely co-operatives, subsidiaries of other companies). Business registration certificate: The certificate of registration or a certified copy must be prominently exhibited in a conspicuous position at the principal place of business. A certificate is valid for a period of 12 months from the date issued and must be renewed at the end of such period. Licenses and Permits: There are various permits & licences required in establishing a business in The Gambia depending on the type of project.

8. Taxation in The Gambia Corporation tax is payable based on the higher of; 31% of chargeable profits or 1.5% of total income for the tax year. Value Added Tax (VAT) at a standard rate of 15% is payable on taxable supplies made in the Gambia, taxable imports of goods and on taxable supplies of imported services. Personal income tax is commonly known as PAYE (Pay As You Earn) on the employment income – It is the income tax levied on the gross employment incomes of individuals. .

9. Trade The Gambia is the 177th largest export economy in the world. In 2017, the Gambia exported $174M and imported $1.16B, resulting in a negative trade balance of $987M. In 2017 the GDP of the Gambia was $1.49B and its GDP per capita was $1.7k. The top exports of the Gambia are Rough Wood ($88.5M), Coconuts, Brazil Nuts, and Cashews($50.5M), Non-fillet Frozen Fish($4.53M), Scrap Iron ($3.13M) and Tropical Fruits ($3.03M), using the 1992 revision of the HS (Harmonized System) classification. Its top imports are Light Pure Woven Cotton ($171M), Raw Sugar ($66M), Palm Oil($66M), Malt Extract ($51.4M) and Rice ($50.9M).

10. Banking in The Gambia The Gambia's financial sector has been growing in numbers. It consists of commercial banks, insurance companies, foreign exchange bureaus, microfinance institutions and other non-bank finance companies. However, commercial banks dominate this industry controlling over 90%. The Central Bank of The Gambia is mandated under the provisions of the Financial Institutions Act (FIA) 2003 and the Central Bank Act (CBA) 2006 to license and regulate all financial institutions in The Gambia. The Bank has an open policy towards Greenfield investment in the financial sector that would promote and enhance the country’s sound financial system..

11. Our M&A Process NEGOTIATION & CLOSE POST MERGER INTEGRATION (PMI) INTEGRATION (PMI) POST MERGER TARGET APPRAISAL APPROACH DUE DILIGENCE Key Areas  Target & market analysis;  Initial assessment of synergies & value drivers;  Indicative valuation;  Go or No-Go decision;  Preparation of transaction documents (NDA – Non- disclosure Agreement/LOI- Letter of Intent);  Select Transaction team;  Appoint advisors;  Consider funding ability.  Initial approach letter;  Signing of NDA;  Prepare & share initial information requests;  Formulation of LOI (Letter of Intent) & possible negotiations;  Initial meeting and Q&A;  Circulate information on the Target to the Transaction team.  Set scope of due diligence;  Set up VDR (virtual data room);  Coordinating of due diligence, further meetings and Q&A sessions;  Consider points relevant to the Post-Merger (PMI) phase;  Revisit indicative valuation & prepare detailed valuation based on due diligence findings;  SPA negotiations with the seller;  Development of final structure (share/asset deal) and final valuation;  Approvals;  Signing of SPA & Close.  Consider the extent of integration;  Development of 100 Day PMI Plan;  Consider short & long term objectives;  Estimate requirements to capture synergies;  Determine resource needs & optimal allocation. Parties Involved  CFO;  Head of M&A;  Accountants;  Corporate finance advisors;  Consultants.  Senior management;  CEO, CFO, CTO;  Strategy director;  Head of M&A;  Head of Business Development;  Consultants.  Company general counsel;  Lawyers;  Senior management.  Company general counsel;  Lawyers;  Senior management/HR. 11 © Midaxo 2018 www.midaxo.com

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13. MergersCorp.com The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavor to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation. Member firms of the MergersCorp network of independent firms are affiliated with MergersCorp International. MergersCorp International provides no client services. No member firm has any authority to obligate or bind MergersCorp International or any other member firm vis-à-vis third parties, nor does MergersCorp International have any such authority to obligate or bind any member firm. Copyright © 2020 MergersCorp International. All rights reserved. 13 © Midaxo 2018 www.midaxo.com